States of Jersey Development Company: Annual General Meeting 2014: Voting Instructions and Accounts

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A decision made 22 April 2014:

Decision Reference: MD-TR-2014-0034
Decision Summary Title:	SoJDC AGM voting instructions and presentation of accounts to the States		Date of Decision Summary:	17 April 2014
Decision Summary Author:	Head of Shareholder Relations		Decision Summary: Public or Exempt?	Public
Type of Report: Oral or Written?	Written		Person Giving Oral Report:	N/A
Written Report Title:	SoJDC AGM voting instructions and presentation of accounts to the States		Date of Written Report:	17 April 2014
Written Report Author:	Head of Shareholder Relations		Written Report : Public or Exempt?	Public
Subject: States of Jersey Development Company 2014 Annual General Meeting voting instructions and presentation of accounts to the States.
Decision(s): The Minister instructed the Greffier of the States and the Treasurer of the States to vote in favour of the resolutions to be put before the Annual General Meeting of the States of Jersey Development Company (SoJDC) on 25 April 2014. The Minister decided to send the SoJDC accounts to the Greffier of the States following their reception at the AGM and request that they be presented to the States after 25 April 2014.
Reason(s) for decision: To fulfil the States’ role as shareholder of the SoJDC by exercising voting rights at the 2014 Annual General Meeting and to inform the States of SoJDC’s financial results.
Resource Implications: None.
Action required: The Treasurer and Greffier of the States are instructed to vote in respect of their nominee shareholdings in favour of each of the resolutions. Greffier of the States to be requested to present the Accounts of SoJDC following their reception at the AGM and requested to arrange for their presentation to the States after 25 April 2014.
Signature:		Position: Senator P F C Ozouf, Minister for Treasury and Resources
Date Signed:		Date of Decision:

States of Jersey Development Company: Annual General Meeting 2014: Voting Instructions and Accounts

Treasury and Resources

Ministerial Decision Report

States of Jersey Development Company 2014 Annual General Meeting voting instructions and presentation of accounts to the States

Purpose of Report

To enable the Minister for Treasury and Resources to direct officers to vote in favour of the resolutions to be put before the 2014 Annual General Meeting of the States of Jersey Development Company on 25 April 2014 and present the accounts to the States.

Background

On 13 October 2010 the States Assembly approved the establishment of the States of Jersey Development Company (SoJDC), the successor to the Waterfront Enterprise Board Limited. The new company, with revised remit, came into effect on June 2011 following adoption by the States Assembly of P.32/2011 appointing a new board of Non-executive Directors.

As at 31 December 2013 the Company’s authorised share capital is £20 million of which 19,999,999 shares are held by the Greffier of the States on behalf of the States of Jersey and 1 share held by the Treasurer of the States.

SoJDC gave notice on 27 March 2014 that the Company will be holding its Annual General Meeting on 25 April 2014. The business is as follows:

A resolution to reappoint the auditors, PricewaterhouseCoopers, for a period of office until the next annual general meeting;
To receive the annual Remuneration Report of the Remuneration Committee for 2013 and approve by ordinary resolution the remuneration that was agreed by that Committee;
To receive the report of the directors, the annual review and the audited financial statements for the year ended 31 December 2013 together with the report of the auditors and approve by ordinary resolution the reports and the financial statements.

Summary of SoJDC’s Financial Performance

The nature of the work of the Company is such that there can be substantial year-to-year variations in income and expenditure and hence profits, depending on the timing of development projects. The Company generated a retained profit, after dividends of £3,180,100 (2012: £1,224,194) for the financial year ended 31 December 2013. Profit in 2013 was exceptionally high as a result of the completion of the Castle Quay Phase 1 project, with a final overage payment to the Company of £3,000,000.

The Company continues to maximize income from its estate; investment income and other income totaling £1,869,144 (2012: £1,946,374). This excludes the deferred consideration received of £3,000,000 in 2013 (2012: £296,881) and small revenues from reimbursement of costs.

Cash and cash equivalents increased to £7,696,829 (2012: £6,972,084). These funds will be required during 2014 and 2015 to meet pre-development expenses of the Company’s development projects.

The Group, being the Company and its subsidiaries, manages an asset base of £46,872,513 which is an increase of £3,180,100 on the previous financial year.

The Group’s inventory is carried at the lower of cost and net realisable value with cost being that at the date of the original acquisition plus subsequent expenditure incurred. As at 31 December 2013 these totalled £27,110,852 (2012: £25,510,297). The market value will be realised either on sale to a third party or on direct development of the sites by the Company and subsequent sale on completion.

Recommendation

The Minister is recommended to instruct the Greffier of the States and the Treasurer of the States to vote in respect of their nominee shareholdings in favour of each of the resolutions to be put before the Annual General Meeting of the States of Jersey Development Company (SoJDC) on 25 April 2014.

The Minister is further recommended to send the SoJDC accounts to the Greffier of the States following their reception at the AGM and request that they are presented before the States after 25 April 2014.

Reason for Decision

To fulfil the States’ role as shareholder of the SoJDC by exercising voting rights at the 2014 Annual General Meeting and to inform the States of SoJDC’s financial results.

Resource Implications

None.

Report author : Head of Shareholder Relations	Document date : 17th April 2014
Quality Assurance / Review : Business Manager	File name and path: L:\Treasury\Sections\Corporate Finance\Ministerial Decisions\DSs, WRs and SDs\2014-0034 -\WR - 2014 SoJDC AGM voting Instructions - DS.doc
MD sponsor : Head of Shareholder Relations